


The Iron Spider

by TheFangedGoblin



Category: Marvel Cinematic Universe, The Avengers (Marvel Movies)
Genre: Alpha Tony Stark, Alpha/Beta/Omega Dynamics, Alpha/Omega, Daddy Issues, Daddy Kink, M/M, Omega Peter Parker, Tony Stark Has A Heart, Tony Stark Has Issues, Virgin Peter Parker
Language: English
Status: In-Progress
Published: 2019-01-04
Updated: 2019-05-07
Packaged: 2019-10-03 22:23:57
Rating: Explicit
Warnings: Underage
Chapters: 4
Words: 21,957
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17292560
Author URL: https://archiveofourown.org/users/TheFangedGoblin/pseuds/TheFangedGoblin
Summary: Peter leaves his apartment one night as Spider Man despite his heat approaching and Tony's clear orders not to. Once it hits and Peter is stuck on a rooftop, he calls the only person he can trust- his mentor, Tony Stark. The rest is history. Peter is sixteen in the beginning but ages throughout the story.





	1. Chapter 1

**Author's Note:**

> This story was written as a role-play and half the credit belongs to my partner. Please excuse any odd transitions.

If Peter had to choose a time when his life changed forever in an instant, he could think of a few different events. When he lost his parents. When he first presented as omega. When the spider bit him and granted him powers. When he lost his Uncle Ben. When he created his first homemade suit and Spider-Man was born. But above all else, one point that changed his life so drastically it was almost unbelievable was when Tony Stark approached him for help with an Avengers problem.

After that, Tony Stark eventually gave him a new suit that put his homemade one to shame. Spider-Man was then able to do more to actually help people. He took down the Vulture, kept more Chitauri tech from falling into the wrong hands and even began to gain recognition. Sure, things were still rough. He'd even fought with Tony over a desired level of responsibility over himself. They'd managed to reconcile just in time for Tony to offer him an upgraded suit...

Which he had turned down. He surprised himself and had apparently surprised Tony as well. And yet he had been told it was a test so... he felt good about saying no. He could work on the ground a little while longer, and he would be okay, even if saying no meant turning down a wickedly cool looking suit. And he didn't regret it. He took his time to properly go through the Training Wheels program with Karen and learn everything his suit could do. School was still difficult but he was able to find a smooth balance between his two very separate lives. 

Peter was just getting home when he heard his phone. Not bothering to look at who it was, he bent over to pull off his socks and ended up hopping on one foot as he answered, "Peter Parker here.”

"What kind of teenager answers the phone like that?" Tony’s voice scoffed, and Peter didn’t have to see him to know he was rolling his eyes. The truth was that the kid was a hell of a lot more mature and responsible than Tony knew he gave him credit for... especially in comparison to himself at the same age. Hearing him answer the phone like an adult both irritated Tony and amused him.

Peter had caught Tony's eye from the moment he saw those shameless stunts on Youtube, but he still didn't feel this strange, hard-to-define interest in him until they shared the same room. The boy was young, fiercely intelligent, strikingly beautiful, impressively powerful... and as if that wasn’t enough, he smelled like an untouched omega. Peter, of course, wasn’t aware of any of this. That last bit of information about his scent, which at some times was quite overpowering, was pushed far out of his oversexed alpha brain that was still grieving over the loss of Pepper. 

So instead, Tony tried to play the role of father. He tried to give the teenager the tough love that he needed but with none of the verbal abuse of his own dad. Tony had to admit to himself (and only himself ) that part of the reason he liked being around Peter so much was the constant hero worship, even if the teenager was starting to give him more and more attitude each day. He liked knowing that his very presence made the kid stutter and stare like he was looking at a goddamn god. 

And yet... Peter denied him. Tony offered him everything and he... just left him. Happily. Never had Tony felt so proud and yet so disappointed. It tore away at him. It left him feeling unsatisfied. Like there was something unfinished between them. It made Tony feel needy of Peter for the first time. And finally, after hours of telling himself he wouldn’t, he picked up his phone and called him.

"Never mind. Hey, listen, I need you to explain something to me. Why turn down the suit? What's your game plan, kid?" He tried not to sound like it mattered so much, like it didn’t keep him up at night.

Peter had barely been able to contain himself when he'd first seen Tony in his aunt's apartment. His heart had nearly jumped out of his chest as he stared at the famous alpha. The novelty of it didn't really wear off, either, and he felt shy and like he needed to talk about everything when Tony was around in order to cover up the fact that he was so awkward around him. That was kind of how he felt right now.

"Uh, the kind of teenager who has to answer his aunt or the billionaire who made his suit for him? You know, people who probably wouldn't want a ‘hey man, what's up?’ kind of greeting going on," he replied as he finally managed to fling his sock off his hand. Sometimes he still ended up with his clothing stuck to his hands because of his powers and it took a while to peel them off. "There's no game, Mr. Stark," he added honestly as he went to his room after checking around the apartment for his Aunt. She wasn't home so he was able to move about freely with one of his web slingers. One of the firing mechanisms was off and he had to tinker with it before he went out again. "I'm just… you know, working closer to the ground, taking care of the city and Aunt May and all that."

"Oh yeah, tell your aunt I say hi," Tony snickered cockily, not hiding the fact that he found Peter's aunt attractive or the fact that making the kid uncomfortable with it was fun now. "Maybe I should take her out sometime, don't you think? And I heard you the first time. Having difficulty with your spider gizz?" he asked knowingly, hearing the boy's frustration and the webs in his fingers failing over the phone. "My question is why turn me down. Because now I have to keep an eye on you from afar. You know, make sure you're not getting your ass kicked or burning down my city. And that doesn't exactly help me out. I don't exactly like to babysit."

"First, I'm not telling her you said hi, second, I'm not letting you take her out," Peter rolled his eyes before setting the device on the counter and getting it open with a tiny screwdriver and cursing quietly when he saw the fried out mechanism. "Third, you don't have to babysit me, we talked about this when you call me last week. I completed the Training Wheels programs properly and Karen says I'm doing fine. And it's...i-it's not spider..." he flushed a bit and cleared his throat as he set a toolbox onto the counter and opened it up. "The uh, the release mechanism overheated again and it's like the third one in two weeks." He had a feeling it had something to do with the fluid he'd switched to but he needed to be sure.

"Oh no, no, no, you hacked your way out of the Training Wheels, I didn't let you out. Remember that," Tony corrected, feeling his chest tighten at the sound of Peter stuttering at the vulgarity. It was so easy to make him uncomfortable. It was too easy to throw off his balance. He needed to work on that if he was going to survive in this world. "You shouldn't be out playing city monkey without your spidey gizz working," he added what he knew Peter already knew. "If you had said 'Yes to the Dress' you wouldn't have issues with it."

"Web fluid. And I feel like hacking it meant I was ready for more," Peter corrected as he removed the mechanism carefully, setting the phone to speaker and pulling up a chair. He would need both hands. "I wouldn't have the problem if you had given me a web shooter made to handle high temperature of the fluid when it leaves the cartridge… n-not that I'm complaining, Mr. Stark!" he hurried nervously to make sure that Tony didn't think he was grateful for the suit he had. “And... I understand that you're upset I didn't take the suit but I don't know if I'm ready for that much more.”  
"And what exactly are you waiting for, college? You will turn down working with me so you can have toga parties with your loser friends? Or are you more of a stay-home-and-play-dungeons- and-dragons kind of nerd?" He knew he wasn't really being fair. He was also being a little mean. He also didn't know quite why he was being this hard on him right now. All he knew was that Peter had a huge bright future ahead of him and if he didn't do these things, if he didn't push him, he'd go nowhere. Peter needed this, he needed him. And Tony's ego was too big to let him go. 

"Look, just... open the door, kid," he demanded tiredly.

Peter dropped everything to stare at the phone, his brows knitting in confusion. He didn't know where the anger was coming from and before he could demand and explanation for it, Tony was telling him to open the door. In his surprise, the phone was knocked off the desk and he cursed as it clattered to the floor. "Um, okay!" He looked around and swallowed. He walked to the door and opened it only a few inches, the chain still connecting the door to the wall.

"I don't have loser friends," he muttered, looking up at Tony solemnly. "And I don't play dungeons and dragons." Anymore, at least.

Face to face, Tony visibly softened. It was one thing to speak with him over the phone and quite another to be here, right in front him, in the apartment. It was one thing to see him right now still in his suit without its hood and look upon his startled and somewhat alarmed expression. It was one thing to smell the omega pheromones that Peter wasn't even aware of whispering in the air lightly around him, even through the crack of the door. He wondered if Peter could smell him. He wondered if he had ever thought about Tony in a… different way or if it was just deep seeded daddy issues. Maybe it was nothing but sheer intimidation that the boy felt. 

Either way, it bothered Tony not to know. 

"Sorry, that was mean of me. I didn't mean it. I'm sure your loser math friends are cool," Tony said. He actually sounded genuine. "And the web fluid as you want to call it should not be heated to the temperature it’s trying to reach. You don't need it to be that warm, I've told you this."

"At least my friends aren't robots," Peter mumbled under his breath as he shut the door to undo the chain and let Tony into the apartment. He could smell the alpha scent, alright. It seemed extra strong tonight. In fact, he was proud of himself for not stuttering as soon as he opened the door. With his senses even stronger than most omegas, it took all he had to keep his head clear and not make a fool of himself by drooling over the alpha who had just walked into his home. Tony was his mentor. His incredibly intelligent, attractive mentor who seemed to insist on coming to see him unannounced.

"Actually, my webbing won't stick on ice so I need to test one that generates heat on release to counteract it and if the firing mechanisms can't handle it now they won't be able to handle it in the winter…" Peter’s hands moved as he rambled, "Uh, can I get you coffee or water? We haven't gone grocery shopping yet so... I think we have orange juice?."

Tony wasn't exactly about to admit that he had made Peter's suit and its many features just slightly flawed on purpose. And maybe he didn’t need to. Maybe Peter knew, deep down under all that naivety. Tony didn't make mistakes, not when it came to his designs. He ignored Peter’s polite offer for a drink. "If you were to come work for me, I could fix it," he gave him a look. "Either that or you will just need to take the winter off. That's what you want, right? To be a good little normal omega, not an avenger?" 

It was the first time Tony had ever verbally acknowledged Peter's omegan state head on and he automatically felt the air in the room grow heavy. With his hands in his pockets, he looked around the apartment as if it were very interesting. 

It was met with one eyebrow raised from the omega. Suddenly, this wasn’t okay. Tony couldn’t just show up demanding answers all while giving Peter none. He set the screwdriver down rather loudly and he whipped around, looking up at Tony with an angry expression. "You know what? No. Why are you doing that? Why are you just ripping apart everything I say?" he demanded, feeling his cheeks heat up with embarrassment. "Me being an omega has nothing to do with me being Spider-Man. I've been doing this for months now, I even did it through my first he-" he paused and took a breath before pushing his hand through his hair to try and calm himself down. "I'm not going to stop being Spider-Man," the teen finally said in very small voice. "If you won't help me… then I'll figure it out myself".

Tony was caught off guard by the sudden angry outburst. "Okay, fine,” he swallowed. “I see that this is not a good time for you. Don't get your panties in a twist, Princess, I was just-" And then suddenly he stopped, his heart plummeting in his stomach. “Wait... wait, hold on... you what? You went out there, you put on the suit when you-" he couldn't finished the sentence. All thoughts of leaving the boy alone left him then. He stepped forward in anger. "Are you crazy?"

If Tony's scent was overwhelming before, it was damn near suffocating now, made sharp and acrid with the scent of anger. Peter's eyes widened when the alpha advanced on him and his hands flew up as he stepped back until the kitchen counter stopped him.

A sharp scent of omega fear hit the air and it made Tony feel too hot and too cold at the same time. He was flustered, finding it difficult right now to look Peter in his big, beautiful blue eyes. 

Get a grip, Tony, you’re scaring the kid.

He suddenly forced himself to soften and took a deep, calming breath. It was another moment before he dared himself to speak. "Look, I'm sorry for yelling but I just can't fathom why someone so smart could be so stupid. You can't do it again. Do you understand? You're not doing anyone any favors on a night like that when you're.... you're compromised. You've got to prove the world wrong, right? Stand up for the little guy because you're one of them. You won't be doing that if you get yourself hurt, you have no idea what could have happened." His jaw was still tight as he spoke.

"The s-suit filtered most of the pheromones." Peter tried to look anywhere but at Tony and breathe mostly through his mouth to avoid reacting too much more. Spider-Man or not, he was still an omega stuck in a small apartment with an alpha. "And I had meds to deal with the worst of it… it's not like anyone knew."

Tony could actually smell the blood rushing to the boy's head as his cheeks reddened. He shook himself as if to clear his head of its heavy emotional fog. He stepped back to create even more distance between them. "No. I said no, okay?" he insisted, losing his temper again but trying not to scare the boy anymore. "Listen, I don't want to have to find you and lock you away next time you decide to have your time of the month. It's dangerous and you're going to cause more harm then good... it sounds like you had a pretty easy time the first time but it won't always be like that, you understand?" he demanded, unknowingly using a dominant tone of voice. He didn’t want to terrify him but he did want him to know this was serious. He was flirting with danger. If he had those uncontrollable urges again, he may present to any alpha that is willing to rape and destroy him. 

And that... that Tony could not tolerate.

"I just..." Peter swallowed and focused on the ground between his feet instead. "I can still do things... I can't just stop because I'm in-because I went in heat." His face burned at the thought of it. This is not the kind of talk he wanted to be having with Tony. 

Peter had been uncomfortable and itchy for a few days during his heat, but he had gotten through it without a lot of the urges he'd been told he would experience. The only bad part had been when he'd tried to sleep and his mind kept bringing up ‘what if’ scenarios. Like what if he had gone to meet Tony when he'd been called in the middle of his heat... He shook his head to push that thought aside, not wanting to start giving off confusing signals. 

Every omega instinct in Peter was screaming at him to just shut up and listen, to obey the angry alpha and just make things calm again. His hands clenched into fists and for a moment he just stood there, watching Tony before his shoulders slumped and he lowered his gaze. It was a submissive gesture from an omega who knew he couldn't win the argument. "But if I can push through it, prove that omegas can be heroes, too… then I want to try," he looked up at Tony finally, his wide blue eyes catching his. "I have to try, Mr. Stark. And you’re… you're not my alpha." He swallowed around the lump in his throat. "Why do you even care so much? I said no to the suit a-and you told me it was a test and that I'd passed it by saying no." Oh god, why were his eyes stinging? He couldn't cry in front of Tony. He didn't want to be that kind of omega.

"Of course I'm not your alpha, kid," Tony reaffirmed right away, needing to make sure he was very, very clear about that. Tony had never seen Peter involved with any sort of act that could be seen as submission before and it was part of what he liked so much about him. He was tough and knew what he wanted and had an aunt who encouraged him to be whatever he wanted to be. And now he had a mentor who should be doing the same thing. It threw Tony off to see him suddenly giving into himself. "It's not about me being an alpha, it's about you being an omega. Taking time out isn't weakness. It's strength. Come on, cheer up, I told you I didn't meant to yell at you. You just... you frustrated me sometimes. I'm sorry, okay?"

"You're frustrating too," Peter replied after a few soft moments of silence in which they both gathered themselves. He crossed his arms and looked up at Tony again. "You could at least help me fix my web shooter problem."

Tony lifted his eyebrows at that comment but let it go. He knew he himself was a handful, even more than this teenage omega with super powers. He couldn't blame anyone for having a short patience with him. "Not until you promise me," he proposed. He crossed his arms stubbornly over his chest to mirror Peter. "If you promise me never to try to be a hero while you're... like that, then I'll be satisfied. And you can come by my lab tomorrow and I'll fix your... performance issues." He was back to what he did best: teasing.

Peter groaned while rolling his eyes. "Yes dad, I promise I won't go out like that unless it's an emergency," he grumbled, but there was a smile playing at his lips now. "So does this mean I get to go upstate or do you still have a place around here to work on stuff?" He set about packing up the gutted web shooter, the air of the room slowly becoming less charged with emotions and pheromones.

"No, you promise me not to go out even if it is an emergency, understand? You call me and someone else can handle walking grandma across the street," Tony insisted, not letting Peter get away that easy. He felt relaxed now that Peter wasn't hyped up. That suit did very little to keep his scent contained, that was for sure. The new suit he had offered was much better. "And you'll have to come see me upstate, unless you're too good for that, too."

Peter looked at him before sighing and nodding slightly. "Okay, yeah. You know I like going to your lab, it's just far for me sometimes and with school I can't always get up there". Peter walked to his bedroom and carefully tucked the box back into a drawer in his desk. From the looks of the place, he still rescued old electronics in order to tinker with them. The bottom bunk was made neatly, but the top had copious amounts of blankets haphazardly piled on it.

"Yeah, yeah, I know you're choosing school over me, you made that very clear.” Tony didn’t bother to hide the irritation in his voice. He followed Peter to his room but stopped in the doorway as if an invisible force hit him straight on like a train. The pheromones were suffocating in here. This is where Peter slept, dressed, worked, and where he spent part of his last heat. Tony stepped back and corrected himself quickly. He tried not to let it get to his head or... to his cock. He straightened out his suit and cleared his throat. "It's just the biggest opportunity you'll ever have and I'll have to give it to some other Youtube star if you don't take it. I won't keep asking. I'm proud of you for turning it down the first time, but… I need a lab assistant.”

"It’s my last year of school, Mr. Stark, even Spider-Man has to have a high-school education," Peter argued as he stepped in front of Tony. He was oblivious to how much it was bothering him to be in the room where Peter spent a lot of his time. He didn't notice that his scent was everywhere, that it clung to every surface, or how strong it was for an alpha. "Besides, I need a good scholarship unless you plan on paying my way through college." It was a joke of course. Peter didn't expect Tony to give him anything except the occasional bit of advice and help with his suit. He grinned a little, stepping up so they were practically chest-to-chest.

Tony stiffened. If he wanted Peter to go to college, he would pay for it. But he wanted him here. Where he could keep both eyes on him. "Don't get cocky," he warned, though if that wasn't calling the kettle black he didn't know what was. "Your real education needs to start in my lab, kid. If you are going to go down this route and save all of mankind you need to rethink some things. I'm not here to preach, but I... you need me," he stuttered, trying not to breathe too much as he stood awkwardly in his doorway, still not daring to enter this room further.

Peter wasn't used to seeing Tony stutter. Surprised, yes. Angry, yes. But never quite stunned. "Then... I'll finish school first and then come work with you in your lab," he shrugged. "I could come up on weekends or something, all I need is a ride."

Peter would have said more if the sound of the key in the door didn't distract him and he barely had time to move when May came walking in with a few bags of takeout in her hand. "Sorry Peter, I meant to call and ask what you wanted but I figured our regular would-" May stopped when she saw Tony. Instantly, her eyes narrowed. "Mr. Stark, what are you doing here?" It was evident she still didn't care too much for him, not after what Peter had been through.

Tony actually felt unneeded. Oh, he knew the kid needed him. He needed a mentor if he was going to survive. But he felt like Peter was done with him, like all that admiration for him was gone. And he didn't like it one bit. He felt defeated. It hurt his pride. And when Tony's pride was hurt, he really didn't know what to do. Peter didn't want to continue his internship with him. He didn't want to learn more from him. He was only agreeing to it to shut him up.

So when May entered through the door, Tony whipped around and took her hand in his politely. "May! You look lovely this evening," he turned on the handsome-billionaire charm. "I was just checking on Peter, but I see he doesn't need checking in on anymore. I was just leaving." Peter felt a pang of jealousy when Tony took May's hand so easily. He hadn't even been able to get a hug from Tony.

May eyed him suspiciously but relaxed a little. She was an older omega and she could tell right away that something had happened, but she wasn't about to ask while Tony was still there. 

"I'll walk him out!" Peter smiled and pushed Tony out the door once May had moved inside. "Be right back!" he called before tugging the door shut behind him. He didn't know what to do really once they were in the hall except stick his hands in his pockets. "I... didn't say I don't need you checking in on me," he said quietly as they headed for the elevator.

"What was all that about?" Tony asked. "And no, you didn't. I said it."

Peter pressed the button to the elevator and looked at Tony. "Are you actually going to stop?" he seemed unsure of why he was asking the question but at the same time he wanted to know. Would Tony actually stop coming to see him? He didn't know why it upset him, the thought of Tony not coming around... he had grown so used to it that it almost seemed alien to think about it not happening. When the elevator dinged and the doors open, he stepped inside, waiting for Tony to join him.

Tony hesitated but stepped beside the boy into the elevator. He tried not to think about breathing in his scent in such a small place. He felt a little bit better only to see Peter visibly distraught by Tony leaving. "You turned me down. You possibly even turned the Avengers down. What do you want me to do, visit you to hang out?" he scoffed. "Sorry, kid."

"Oh..." Peter seemed crestfallen and leaned against the wall of the elevator as the door shut "I thought maybe we could but, I guess you don't want to hang out with a younger omega." He sighed a little, trying to do his best to use his omega skills to at least make Tony feel a little bit guilty about saying he wouldn't come to see him anymore. He looked up at him through thick lashes, blue eyes glittering with sadness.

Tony silently cursed the slow apartment building elevator with impatience. He looked over at Peter and rolled his eyes dramatically. "I told you. None of this has anything to do with the fact that you're a girly boy," he teased. And that was what he told himself. He would be equally as concerned and protective of Peter if he were an alpha. Right? "When I first saw you on youtube I had no idea. So don't pretend it has anything to do with anything now. And if you really want to see me, you can come work for me. You know where to find me."

Peter sighed and looked at him again. "I'm not girly, I don't know why people keep saying that." 

"That's right, you're Spider Man," Tony teased again. If he knew that just playing hard to get would make Peter this clingy, he would have done it a long time ago.

When the elevator finally ground to a halt and the door opened, Peter stepped outside of it. "I'll see you tomorrow I guess then, maybe I can get Aunt May to let me stay the weekend, that's if you don't mind me poking around your lab..."

Tony stepped outside and onto the street. His car pulled up at exactly the right time it should have with Happy opening the door for him. He turned to Peter and clapped his hand over his shoulder. He tried to ignore the way his skin felt warm even though his clothing. "Sure, just don't get yourself killed before then."

"It's less than twenty four hours," he replied with a huff, "I think I can manage that." Crossing his arms again, he tried not to lean into the touch, craving so much more than just a hand on his shoulder.

"Bye Mr. Stark, drive safe… or... arrive safe, I guess? Maybe."

Tony rolled his eyes again and slipped elegantly into the backseat of his car. Only then did he take a long breath and rake his hands through his hair. Maybe he shouldn't be doing any of this. Maybe he should just leave the kid alone to make his own mistakes... that way he wouldn't have to deal with those pheromones, the coy glances, those bottomless blue eyes. He wouldn’t have to deal with the anguish in his gut and his heart.


	2. Chapter 2

The next day, and one agonizingly long car ride at the crack of dawn later, Peter finally arrived at the upstate Avengers compound. The omega nearly vibrated with excitement as the car pulled into the parking garage. He couldn’t help that he was curious to get into Tony’s lab and to see everything he could. The car door barely opened before he was out, his overnight bag bouncing on his back. "Thanks for the drive, Happy!" he called over his shoulder. Happy rolled his eyes and didn’t bother to keep up with the energized teenager. 

Meanwhile, Tony was hard at work in his lab... balancing a pen on his upper lip while spinning himself on his chair and doing nothing else as the robots around him worked on his behalf. He hadn't believed Peter when he said he would come to the lab over the weekend and had brushed it off immediately. Happy didn’t inform him of his plans to pick up Peter, thinking that his boss had already agreed to it. 

Tony had actually been looking forward to not thinking about him or seeing him for a while. It had been too damn long since he got laid... that was the whole problem and he knew it. His oversexed mind and his body were confused, that's all. He was a single, aging alpha and he couldn’t help but feel odd things towards Peter. It was normal, he told himself, and nothing he couldn’t learn to shake off. It didn’t mean anything.

F.R.I.D.A.Y's voice echoed around the lab and nearly caused Tony to drop his pen. "Mr. Stark," her Irish lilt was pleasant as usual and hard to ignore, "You have a visitor currently running around the upper floors looking for the lab."

Peter was indeed happily wandering and occasionally poking his head into rooms when he found the doors unlocked. They were mostly offices but he did find one entertainment room. He had to pull himself away from the door before the temptation to explore further got the better of him. When finally he became bored of it, he sighed and pulled out his phone, not realizing that there was no real need.

Tony could scent him before he could see him. The alpha was standing with rigid body language right in front of him before he even finished dialing the numbers. He grabbed Peter’s phone and shut it off immediately, earning him a small yelp from the wide-eyed teenager. Well, that took care of that, then, Peter thought to himself. 

"What do you think you're doing? You don't own this place, I do," he demanded. He did not give Peter back his phone. "What are you doing here? You said you didn't want any of this."

"Actually… you told me if I wanted my suit fixed I had to come here," Peter pointed out. "And I just said no to an upgrade, not to... you know, coming up here on a weekend." After waiting patiently for a moment to get his phone back, he held his hand out for it. "Can... I have that back now, Mr. Stark?" he asked. He was trying hard not to smile because it actually seemed like Tony was a little bit glad he was there.

Tony tossed the phone back carelessly, knowing he would catch it. It was so like Peter to purposefully misinterpret what he said on purpose to get his way. "I meant that if you were to work for me that you would have repair privileges," he corrected, though there was a teasing element in his tone now. He couldn't escape this kid if he tried. It both comforted him and scared him. "But I guess I'll look at your suit. I’m very busy, though.”

"Well… I can work for you for the weekend, right?" Peter asked hopefully as he tucked his cell back into his pocket. “Karen said I shouldn't mess with the suit’s settings before talking to you, so here I am, not messing with stuff." He smiled brightly and looked around the hallway. "I keep forgetting how big this place is, I didn't even get to see the lab last time, are we going there now?" 

"Yeah, yeah, just... don't touch anything," Tony warned, amazed all over again by the sheer amount of energy radiating off of him. He was like a puppy, distracted by everything around him. The alpha wondered if he was ever this hyper before the spider bit him and supercharged his life. He wondered what it meant if he were to mount him. How enthusiastic and responsive and energetic and insatiable he would be.

No, goddammit. Fuck. 

"So you listen to Karen but not me? Should I be jealous?" Tony teased and clasped an arm around Peter’s broad shoulder to walk him out of the hallway. Never mind that Tony was the one who created Karen in the first place. 

Peter noticed a slight flare up of something in Tony’s distinct alpha scent when he put his arm around him, but he knew it could mean so many different things. Still, he couldn’t help but perk up and blink owlishly as he was steered down the hall. "How am I supposed to be a lab assistant if I don't touch anything?" The teen smiled and nudged Tony's side with his elbow. "You just get to order me around since I'm going to be working under you for the next two days.”

Working under you. Peter's words immediately got Tony thinking about something else. He was glad that Peter didn't inherit psychic abilities with his spider bite. "You'll touch only what I say you can," he correctly bossily as they walked in no particular hurry. Despite his grumpy exterior, he was actually eager to show off his toys because he knew Peter was just as easily amused as he was. Not to mention that it would undoubtedly stroke his already giant ego to watch Peter gush over it. "Haven't you learned anything from that spider that bit you?"

Peter nodded, figuring it was probably best to shut up and listen while he was there. After all, it was Tony's lab, and he didn't actually have to let him in. Still, the closer they got to the lab, the more excited he was until it was barely contained. When the doors hissed open, Peter stepped inside and began looking at everything. He walked around with eyes alight with amazement. More than once he caught himself in mid-reach to touch something but recoiled before he could. "This is so freaking cool!" He whipped around to look back at Tony, reminding the alpha of a child on Christmas morning. "Did you make all of this?"

Tony had to snort quietly as Peter practically bounced off the walls. He stopped himself then from making a ‘one day all of this can be yours’ Lion King reference, thinking that he would sound lame. He didn’t want to sound lame. “Of course I made all of this. And I can teach you but I need more than a weekend, kid.” He once again was shamelessly dangling the opportunity right in front of his face. “This isn’t space camp. This is serious.” 

"You’re right," Peter agreed right before he zeroed in on something. Dum-E was waving its claw from the other side of the room and the omega quickly navigated around the tables to get a closer look. "So cool…" He had read old articles online about the robotics Tony made when he was younger, but never thought he'd actually see them. "Can you teach me how to make stuff like this, Mr. Stark?"

Tony walked up to DUM-E and Butterfingers. His first borns. “I guarantee you already know how to make them. It’s child’s play. You just need strong concentration and focus, two things that you tend to lack,” he told him frankly. The robots cooed from the attention from their maker and their new friend. “It’s simple robotics. Why don’t you look at them and tell me how I made them?”

Peter didn’t look frightened of the challenge. He quickly shrugged off his overnight bag and sweatshirt and got down to business. It didn't take him long to observe out loud every piece of the two robots, chattering away excitedly as he explained different components as if Tony didn't build them and already know. By the time he was done, Peter’s soft brunette hair was mussed from running his hands through it. "I mean, I've done small scale stuff but I've never had the space to do anything bigger," he mused as he finally sat down and reached to rest his palm against Dum-E's siding. And just like that, the no-touch rule was broken. 

“Fine, two days and you can come up with something,” Tony shrugged, walking in a slow circle around the robots with his hands in his pockets... if only to distract himself from the smell of Peter’s pheromones that only got stronger the more excited he became. How in the hell was he going to survive these next two days? By causing more distractions for himself, that’s how. “Hey, you want to try something fun?” he asked suddenly. 

Peter blinked and then nodded. "Okay," he agreed, following Tony with his eyes as the older man walked up to a curtained corner of the room. With a simple wave of his hand, he opened it to expose his iron spider suit. 

The suit looked just as beautiful and irresistibly tempting as it had when Peter had first seen it. The omega stood up and walked slowly up to it. "Can... I just try it on? No strings attached?" he asked bravely.

Tony shrugged again. He created the suit meticulously with only Peter in mind. He had studied his exact body structure, his size and his movements for as long as he could. Peter had a slim, muscular build with the tightest ass he had ever seen on anyone. Boyish but toned to perfection. He had put a lot into the suit and had been dying to see him in it. 

"I guess so. But you can't leave my property in it. It's just for me.” Tony gestured towards the suit as if offering it to him. "There is an upgraded form of your Karen, web shooters that won't overheat and... it uh," he cleared his throat. "It's supposed to be alpha-proof." He wasn't sure Peter would know what that meant but he hoped he would so he wouldn’t have to explain.

Peter stepped towards it as if it were a wild animal. His hand moved to touch its surface before pulling back in surprise. It certainly didn't feel like anything he'd ever touched before and instantly his curiosity increased. If Tony was hoping to tempt him, it was certainly working. 

"Alpha-proof? So... you mean it filters out scent or it can't be ripped open?" the omega asked as he held up the suit in front of him, looking it over again before carefully setting it back down to pull his t-shirt off. He didn’t even think twice about it. 

It wasn't the first time Tony saw him without his shirt on, but it still stood to startle him. "It's... it can be worn over your clothes, but whatever you want, kid." He turned around on his heels to face away from Peter and clenched his jaw. "And both. It's both. Sorry that you have to deal with that extra precaution, it's not fair if you ask me."

"Oh, it can?" he blinked at Tony’s turned back. He touched the spider emblem on the front and yelped as the suit flowed over him. He nearly panicked at the unexpected feeling as it fully encased him in the nano-scale armor. "This, oh god this feels so weird, it's clinging to everything!" He turned around and around, looking at himself and taking in the sight of the armor. "It feels so light... this is incredible!" He wanted to test it out immediately, but he knew that he couldn't just go wild in the lab.

Tony grabbed Peter before he could fall over in his new skin. Immediately, he noticed a certain presence of something missing. He could still smell him, but it was very faint and only because he was close enough to touch. He tried not to look at Peter's perfect, round ass as he spun around. "Alright, alright, just... take it easy, Karate Kid," he warned.

That was when Karen came through with an urgent warning. "Warning: Alpha within two feet! Warning: Alpha within two feet!" 

Peter jerked as if he had been burnt, eye lenses widening. "Karen it's okay! It's just Tony!" he shouted over the alarm, his hands waving frantically as he began to realize just what Tony meant by "Alpha-Proof". No alpha would be able to come near him while he was wearing this suit.

"Uh, sorry about that," Tony mumbled awkwardly with a bit of embarrassment. His over-protective nature towards Peter had clearly caused him to install this safe guard even though he also knew it was impractical and overkill. He stepped back a few feet while Karen continued to ignore Peter. 

"Warning: Alpha within four feet!" Tony didn't even include a chance for Peter to override the warning. That was when he really knew he had gone overboard. 

Peter quickly jumped to the ceiling and scampered away until he was perched in the corner looking down. "How do I get her to stop yelling at me?" he shouted, because honestly, his only other option would be to disengage the suit... which he really didn't want to do right now. "Karen, stop yelling at me about alphas, it's okay!" 

Tony hurried to his desk and tapped away. It was another thirty seconds before Karen was finally subdued. "No alphas within range. Hello, Peter. Congratulations on your upgraded system by Mr. Stark," she said cheerfully while Tony took a big but annoyed sigh of relief. Okay. Next time he would tweak it to only warn Peter against alphas who weren't him. 

"I guess... I guess it's not perfect yet," Tony said. 

Peter slowly lowered himself to the ground. "That is so not the kind of wake up call I needed," he mumbled, walking over to the alpha cautiously just in case he triggered the alarm again. When nothing happened, his shoulders relaxed and he fiddled with the web options. "So can I take it out of the lab or do I have to stay in here?" 

He knew what he sounded like. Especially after turning down the suit the first time. However, this time it didn't seem to have the same strings attached.

"Oh, I suppose we can take the baby spider for a walk," Tony teased, wanting to not only tempt Peter, but to make him happy. And now that the suit blocked most of the pheromones, he could even think a little bit clearer. "But only if I come with." He tapped a button on his phone and stepped to the right and suddenly he was being armored just as intensely as Peter had been. And with that, part of the ceiling gave way to expose a discreet escape route and he sped out into the sky. 

Peter made a happy noise to himself when Tony flew out of the lab even if he was only able to climb back up to the roof. There wasn't much in the way of things for him to swing on out here. "Uh, Mr. Stark, is there anything I should know about using this thing? You know, before I have to try and hack it to make it easier."

"Good luck hacking it," Tony's voice came crystal clear through to Peter as he hovered in the air effortlessly ten feet above the omega. Peter would only hack what he wanted him to hack. He shared a smirk with himself before he charged forward and grabbed Peter off of the roof and into his arms, taking him by surprise. He swore he could somehow feel his actual skin through both their suits. He darted up into the sky with him, not high enough for Peter to feel a lack of oxygen, but definitely high enough. 

To say Peter immediately clung to him would be an understatement. He hadn't expected Tony to come at him and as soon as he saw him coming, he turned in case he needed to run. Just before he could take off though, arms went around him and lifted him up.

"Just one. It's got a parachute," he answered as he held Peter tightly above the trees.

Immediately Peter’s lenses blinked wide and tightened his grip. It was high enough that he really considered webbing himself to Tony just in case. "You are not dropping me."

Tony held onto him just as tightly to ensure that he wasn't going anywhere until he did drop him. "Hey, it's okay," he assured softly. In fact, he had never used this sort of tone with him before. "You trust me, right? You trust your suit? I won't let anything happen to you. You should learn how to use the parachute. I won't drop you until you're ready and I'll follow you, okay? Right, Karen? You got my boy's back?"

My boy. The two words were innocent enough but Peter felt a little bit of warmth spread through his chest. It chased away the memories of being snatched into the sky by metal talons, the terror of seeing those green glowing eyes glaring down at him. The feeling of the parachute opening and yanking him free and the suffocation when it wrapped around him as he plummeted towards the ground. The ice cold fear of hitting the water, the parachute dragging him down, wrapping around him as water poured in through his mask...

He pressed his face against Tony's shoulder as Karen piped up. "The parachute is ready to be deployed when needed.”

"You have to get used to this. I have to know you know how to do it. I won't drop you until you say so, okay?" Tony continued to talk to him softly. He wanted to push Peter. He wanted to make sure he knew how to keep himself safe. There will be free falls in his future and he wanted- no, he needed to know he could keep himself safe. 

And yet realistically, Tony was relishing in this. Peter clinging to him in fear... he shouldn't like it as much as he did. Was this what he was willing to do just to be physically close to him? When Peter only clung to him in silence, he sighed. "You want down? I need you to tell me you trust me, Peter," he added in a slightly demanding tone.

"No..." Peter's voice was quiet as he lifted his head. "No. I can do this." He wanted Tony to be proud of him. He wanted with all his heart to be someone who was worthy of not just the Iron Spider suit, but also Spider-Man himself. So he shifted slightly and relented his grip. "I can do this," he repeated, though he didn't know if the reassurance was for himself or Tony. After another deep breath, his enhanced grip allowed him to pull himself out of the alpha’s arms and onto his back with his feet on his shoulders. He hesitated, stock-still and observing the vast amount of distance between them and the forest floor.

"I trust you," he said finally, the words loud to him, and then used Tony like a springboard. He leapt off and into the open space ahead of him. Gravity took over quickly and he dropped like a stone towards the ground. 

Tony watched Peter plummet. They were high enough that Tony knew Peter had time to get his mind working and practice being active. He had made sure there was enough distance between him and the ground that he could conquer that human panic that was instinctual. He thought about the very first time he used his own suit in the city and how he had almost died when the suit began to freeze and how it felt to fall to the ground the way he was, only to save himself inches from certain death. That moment had taught him so much. He wanted Peter to learn, but be there for him to make sure he didn’t actually get hurt.

Tony followed behind Peter. He watched him like a hawk in the sky to make sure if he needed it, he could catch him before he hit the ground... or the trees. "You're doing good, you're doing good, kid. Remember yourself and remember to keep control," he said to him sternly.

Peter just had to keep his fear in check even as the height readout dropped and dropped. He managed to keep himself stable in the air. He didn’t want to tumble about because he messed up his form. As soon as their height dropped below seven hundred, Peter felt he'd been falling long enough.

"Karen! Deploy the parachute please!"

"Deploying emergency chute now," she agreed as Peter braced himself. The parachute was released from the confines of the suit swiftly, the inevitable jerk making Peter feel like he had just been yanked back by an invisible rope.

"O-okay... that... that was not fun," he breathed heavily and shakily. What made matters worse was when he realized he was headed straight into trees.

"Okay, good boy. You can do this. You should be moving slowly enough that you can safely fall into the trees," Tony instructed, having heaved a huge sigh of relief when Peter deployed at the right time. But he didn't show it in his voice. He had to be the confident one or he knew he would lose his trust. "Trees are your domain, right? Think of them like your city buildings. Don't let your chute get tangled," he instructed calmly, moving towards him elegantly and hovering.  
Peter nodded and the first tree that he approached became his target. Webbing shot out instantly and he all but dragged himself down into the branches of it. Once he was settled against its trunk, he disengaged the chute before it could get him tangled. It took a few minutes before he was able to scale back down to the ground, but when he did, he collapsed heavily and the suit’s mask fell away from his face. 

Tony landed on the ground next to him and his helmet also slid back. "You good, champ? It wasn't that bad, right?" he asked, trying to make it sound like it wasn't a big deal to be dropped out of the sky and have to handle oneself like that. He hoped the kid wouldn't hold it against him. He liked to think of it like one big 'trust fall'. "You want to go back?" he offered, not wanting to give it away that he was worried about him. He obviously had issues with falling and he would need to work on that if he were going to survive actual battle.

"Did I do alright?" Peter's gaze up at him was hopeful. His legs were a little weak but he managed to push himself up in order to stand in front of Tony. He tried not to think of how far he'd fallen. The thought of not having a place to cast a line made him shiver. He liked his city with its tall buildings and structures for a reason. There was always something he could latch onto. He wasn't afraid of heights... just falling. "Can we just... walk back, maybe?"

"Yeah, you did good," Tony answered genuinely, giving Peter the encouragement and praise that he knew he needed. He stepped forward and out of his suit and suddenly he wasn't as tall and powerful. He walked towards the omega and ruffled his hair affectionately. The pheromones struck him hard in the cold night breeze and he tried to let them go through him without making him think about what the smell of fearful omega did to him at his core. “Did I push you too far? You mad at me now? You don't want to play around more in the suit?" 

Peter didn't deactivate the suit just yet. He was still without his shirt underneath and it was getting colder. The soothing tone from Tony only helped calm him. "No, I need a bit more pushing sometimes... if I can't face things that scare me, I can't get over them, right?" He shrugged and looked down at the suit. "I can only use it when I'm here, right?"

"Good," Tony applauded; just glad to know that he hadn't just seriously damaged the kid. He wanted to push him, to prepare him, but also to keep him as safe and as under his radar as possible. He was his responsibility. Peter was going to be Spider-Man whether Tony wanted it or not. And... he liked making him suits. Maybe Peter could be called his muse. "And yes. I'm not letting you walk away with my multi-million dollar suit so that you can just forget about me," he teased lightly. 

Peter looked up at him. "I couldn't forget about you, Mr. Stark," he said after a moment. Tony had stepped in and filled a void in Peter he hadn't even realized he had. No one had really made him feel so relaxed and comfortable since Uncle Ben.

Tony smiled to himself as they walked, slowly and carefully back into the mansion.

***

The rest of the day passed uneventfully. Under Tony’s careful eye, Peter began working on a small robot. He wandered happily around the lab; sometimes on the ceiling, chatting with Tony while he screwed something together, while other times he'd simply settle halfway up the wall. He liked this Spider-Man friendly lab with its broad, high ceilings. It wasn't until Tony left him alone for a while that he realized he should probably get himself out of the suit and cleaned up before he crashed. Tony had once said he had a guest room somewhere. Maybe he could still use it.

"Um… F.R.I.D.A.Y? Where's Tony?”

"Mr. Stark is indisposed in the shower, Mr. Parker. Shall I notify him that you require his assistance? I can guide you to your sleeping quarters if you wish to retire," F.R.I.D.A.Y's steady voice spoke politely to him. 

Peter had exhausted Tony by the end of the night. The kid didn't have an off switch and although it was one of the things he liked and admired about him, he had no idea how it affected his output of omega pheromones. He had no idea at all. That's why, while it approached midnight, he gave Peter some instructions on what to do next and left him to it. He slipped out unannounced and headed to the showers with his cock positively aching. 

He liked his showers very hot. He slipped under the steamy water and closed his eyes and tried to think about anything but Peter... which only made him think of him more. 

"Oh, um, yes please," Peter agreed and touched the button on the suit he was wearing in order to make the nano-tech flow back into the emblem. It didn't take long to find the floor where he was supposed to stay and he blinked when he saw a light coming from one of the rooms down the end of the hall. He walked towards it and knocked on the door softly. "Mr. Stark?" he asked hesitantly before he stepped inside. He could heard the shower hissing in the background and for a moment he debated on whether or not he should just wait outside but...  
Quietly he moved over to the bathroom door, seeing it opened slightly. And then he looked past it.

Tony was leaning his forehead against his forearm as it braced his body to lean against the shower wall, the hot water falling down his back as he stroked himself. His alpha cock was hard and angry and frustrated and he knew a simple wank in the shower wasn't going to solve his problem. Only one thing would. Tony closed his eyes and imagined the omega kneeling in front of him, staring up at him with those impossibly wide eyes and sucking the head of his cock into his mouth. Just knowing that he was inside the same building, working hard on his robots, eager to please him made him hitch his breath over the hiss of the water. Tony clenched his jaw and stroked himself harder, giving into his needs and fantasies.

At first, Peter thought that Tony might just be exhausted, but when his eyes moved down to follow Tony's hand, his hand reached up to quickly cover his mouth to stifle a gasp. He had never seen an Alpha's cock before, at least not in real life, and for a heartbeat or two, his eyes were glued to the way that Tony's hand moved up and down rhythmically. He could feel the blush crawling hot up his neck and filling his cheeks with heat, but there was another, different kind of heat pooling into his body. The movements of the alpha's body were hypnotic and for a moment, Peter was completely lost in his little act of spying. It was only when the scent the alpha's pheromones over the steam hit him that he snapped out of it and back away, tripping over himself as he ran out into the hall in a cold sweat.

Tony didn't have to touch himself for very long. He imagined mounting Peter properly, that round ass displayed for him and only for him. He thought about what it would feel like to knot him. And that was it. It was all he needed. He spilled out into his hand and groaned as he desperately tried to apply pressure to his cock that knotted empty air. He felt a sweet, euphoric and very temporary bit of satisfaction that he relished in as much as he possibly could. 

The alpha washed his body to mask any scent that could linger and stepped out of the shower. That was when it happened. He hit a wall of pheromones that were strong enough for Tony to taste them. Omega. An... aroused omega. And not just any omega, it was the undeniable scent of Peter. The door to the bathroom was slightly askew. 

God fucking damn it Tony said to himself, raking his hands through his wet hair. It couldn't be. It was just his oversexed imagination. It was a side effect of mentoring a teenager who just happened to be a particularly sweet smelling and available omega. It was simple biology, his mind playing tricks on him. Tony was shaking as he dressed in an Iron Maiden shirt and sweats and stepped out of the bathroom as quickly as possible to escape the scent.

Peter power walked to his room and all but slammed the door behind himself. His heart was pounding and he knew without looking that his pupils were huge. He could practically smell himself and he felt both aroused and ashamed. If Tony ever found out, the alpha would never forgive him... it wasn't right to spy on his mentor. Still, his cock was hard and trapped awkwardly in his pants and he moved to the bed to shuck his pants off. Figuring he needed to get it done and over with, he rested on his knees and quickly shoved his hand down the front of his underwear. He wanted to get off as quickly as possible and go to sleep and act like nothing happened the next day.

Tony felt like he was in a trance as he walked slowly down the hall to the closed door of the guest room where he knew Peter was. He knew because he could smell him. It wasn't just the mild, sweet aroma of an unclaimed young omega that had been clouding his judgment all day. It was something much, much darker. Much richer and deeper. And although he had no intention of making his own presence known, he found himself hypnotized against the door, leaning his overheated forehead, still wet from the shower, against the cold metal. He inhaled, filling his lungs with the scent of adolescent, raging male omega hormones. Behind this door, Peter was touching himself.

Peter bit down on the pillow in front of him to muffle any noises that might escape as he continued to pump his hand up and down. His other hand moved back between his legs and he dragged the tips of his fingers through the slick that had already started to drip down from his hole. It only served to make the room practically swamped with omega scent, intoxicating and thick. 

The teen drew this touching out far longer than he had thought he would. He had already learned how to keep himself on edge for as long as he could stand, finally coming into his hand when he pressed one finger into himself slowly. His whole body tensed before relaxing slowly. He felt utterly spent and boneless within seconds, his arched low back aching.

Tony could sense the exact moment that Peter came. The scent of it was palpable in the air and Tony felt he had to leave, and soon, before things got out of control. He envisioned himself throwing the door open and mounting him right then and there, ripping out another orgasm from both of them. He no longer trusted himself. He tore himself away from the door, peeled his forehead from its cold forgiving relief and stepped backwards away from it. He had never been good at self-control. He needed out. He clumsily made it down the hall to his own rooms and shut himself in loudly, trying to shut out the scent that seemed to linger in his senses.

Peter cleaned himself up as best he could after languishing for a few minutes in his pleasure high, a little embarrassed. He pushed open the window to let in some fresh air and flopped onto his bed again, barely making it under the covers before he was fast asleep.


	3. Chapter 3

The next morning, Peter stumbled into the communal kitchen of the mansion bleary-eyed and wearing a pair of pajama pants as well as the same shirt Tony had sent him home in after confiscating his suit. The material bagged loosely on him and nearly exposed one shoulder as he drowsily took out a container of orange juice from the fridge and poured himself a glass.

Tony stumbled into the kitchen a few minutes later but headed straight towards the coffee. He was very picky about his morning routine and preferred to make the coffee himself and hated when the others burnt it or threw the coffee grounds down the sink. The avengers were animals. While dishing out the grounds, the alpha glanced over at Peter and raised one eyebrow. "No Hello Kitty pajamas? But they were so cute," he teased, thinking of the outfit that was meant to be punishment. 

Peter made himself some toast to chew on. When he looked up at the alpha, he had to quickly lock down any thoughts of what happened the night before. He sipped his orange juice and took a huge bite of the toast as if attempting to force himself not to say something he shouldn’t. "They were in the wash," he said through his mouthful. He didn't mind them so much after he realized how ridiculously comfortable they were. "So… I was thinking I could finish the mini robot off today and then we could go out with the suit again before I have to go home?" He didn't really want to leave but Monday meant school and he had a fairly big test that, while he was ready, he needed to review for.

Tony smirked to himself. He liked that Peter seemed to always have an unusual amount of energy, even when he clearly hadn't slept long or well enough. He thought of how Peter hadn't really showered after touching himself last night. A few steps closer to him confirmed what he feared. He could still smell him. He took an immediate step back and didn't bother hiding it. It was too damn early in the morning. "Sure, kid. After you shower... or I'll have one of my robots hose you down." He gave him a look that showed he was serious. "You want some coffee?" 

Peter’s cheeks went bright red. The scent didn't fade quickly, it wasn't mean to, and the thought that Tony may know what he'd been up to made him want to crawl back into the bed and never come out from under the covers. Desperate for any change of subject, Peter nodded. "I'll have some."

Tony moved closer again despite the pheromones hitting him like a force field. He reached out to ruffle the omega’s hair to get them both him to relax and Peter leaned into the touch more than he should have. The alpha found himself wanting to pull it instead, to tug it while he fucked his beautiful mouth. "I'm going to regret this, but here you go. I'm curious whether it makes you more of a handful," he teased, pouring him some of his coffee and staying close to him. Not that you weren't a handful last night, he thought to himself. 

Something in Peter was craving more of short-lived physical contact but he would take whatever he could get. When the cup was presented to him, he took a sip and his expression changed instantly from curious to disgusted. He stood up to get sugar, adding a few teaspoons to it while filling the rest of the cup with milk. This time, he sipped cautiously and was far more content with the milky-sweet concoction.

Tony rolled his eyes before taking a sip of his own black coffee. “It’s an acquired taste. It’ll put hair on your chest,” he teased, knowing that it most definitely wouldn’t. “How did you sleep?” he added innocently, knowing the answer to that question already and still remaining very close to him. His body felt warm all over. He felt his heated blood traveling south... and he knew he was releasing a scent of its own. 

Peter's body unconsciously responded but he barely noticed the sweet scent as he sipped at his coffee. An interested omega near a very interested alpha. For mating purposes, it would be the perfect equation, but Peter remained as unaware as he could be. "I went to bed a little bit after you left, slept alright." He shrugged and pulled at his t-shirt to cover his shoulder. "I have a hard time sleeping in strange places sometimes, spider senses go haywire about everything."

"Maybe you need to work on controlling them. Making them useful only when you need them," suggested Tony, though he knew he didn't really know what he was talking about. He couldn't pretend to understand what it was like for Peter or what it felt like for his senses to be on overdrive constantly, even while trying to rest, and Peter didn't ever bother trying to explain it. It was difficult even when he thought he knew how. Everything was just simply more intense for him. He was beginning to become more accustomed to it, but there was that constant underlying reminder that the senses kept him alive and (mostly) out of danger. 

"Come on, let's go play," Tony added with a soft nudge. He stepped back to finally create enough breathing room so he wasn't filling his lungs with each breath of young, sexually frustrated and fertile male omega. "I need your kid genius to finish this bot. But… shower first."

Peter nearly spilled the remainder of his coffee and felt his cheeks heat up at the thoughts that the word play brought to mind. Him and Tony in the lab, him gripping the desk in desperation while the alpha plowed into him from behind, riding Tony while settled on the couch at the back, his mouth wrapped around Tony's cock while he fingered himself-

He jerked when Tony told him to take a shower and nodded quickly. He definitely needed it, and as soon as Tony was gone he all but bolted for his room. 

Once alone, Tony took a deep breath to get a hold of himself and raked his hands through his hair. One more day. He just had to get through one more day. He tried not to think about how later, when Peter was on the drive back to the city, he was going to go into the room he had slept in and lie down on the dirty sheets and bury his nose in the pillow and probably jerk off until his cock fell off. He wondered if it was enough to send him into a rut. God, he hoped not. Then he would probably burn those sheets and never let the kid stay overnight again.

The shower lasted longer than Peter normally would have allowed. He scrubbed himself down twice with two different kinds of soaps. When he got out, at least he had the peace of mind to know that he would smell more like weird shampoos and soaps than a horny omega. His clean clothes still smelled like laundry soap so he hauled his t-shirt and jeans on before heading down to the lab. Keying the number into the pad by the door, Peter waited until it hissed open and immediately zeroed in on the half-finished robot sitting on the table. 

Tony could still smell him as he walked in, but it wasn't nearly as powerful. He smiled approvingly and swung around to face him in his chair. "That's better, kid," he praised. "Now we may actually get some work done." Even when he knew it was a terrible idea, he liked teasing him. He liked letting Peter know that he was very much aware of the fact that he was an alpha and Peter was an omega. It was the only way he knew how to release the tension. In a few years, maybe even sooner, Peter may want to start dating. He might find himself with an alpha his own age. One who was equally as inexperienced and clumsy and who definitely wouldn't appreciate him. This alpha may even hurt him and leave him. This was normal. And yet Tony felt sparks of rage light up in his blood at the thought. "So tell me what it needs next and then what you're going to name it."

Peter wasn't used to this sort of attention. As a kid, he learned not to bring up whether someone was an alpha or omega simply because it could be insulting. Having Tony remind him of it so often was unusual but at the same time made his body very, very aware of what it was doing. For instance, yesterday when they worked together on the robot, Peter more than once bent over to grab something and he may have been presenting a little too much as he did it.

"Don't know, was thinking M-O," he smiled as he tinkered with the electronic panel. "Or Wall-E."

"You're not going to give our robot child a more original name?" Tony asked judgmentally. Peter watched too many movies. But what kid didn't? He was considering allowing Peter to take the robot home, though he would normally never allow a piece of his lab out into the world where anyone could steal it. "Are you going to feed it? Take it for walks?"

"I like Wall-E," Peter mused before flipping the wheel component over to make some adjustments. "Plus, you had a chance to be original and you named one Dum-E and then there was U so...you can't really talk about being original when you're bad at naming things, Mr. Stark." And as if Dum-E enjoyed Peter’s insults towards his maker, it beeped and handed him a screwdriver. "Hey, thanks!"

Tony raised his eyebrow at his robot children and their focus to the young omega. "They like you," he commented with just a touch of jealousy that he wasn't really aware of.

"I mean… you programmed them to like people, right? They're helpers, they help." 

The truth was that he programmed them to like him specifically, but they seemed to develop their extroverted social ability with others on their own. They never did like Pepper. He tried to get her out of his mind as soon as she had entered it. “Fine. Wall-E it is. You want to take 'em home?" he offered. He walked in a slow circle around the robot to study it for flaws and found none right away. And yet his robots he made when he was younger were full of them. It was part of the reason why they had so much... personality. There are things he wouldn't change about them even if he should.

Peter’s face lit up. "Seriously?" He stood up from his stool and before he knew what he was doing he had his arms wrapped around Tony's chest and was hugging him. "Thank you!" He knew how Tony worked. He knew he didn't like his tech leaving the safety of his immediate area. In that moment, the little gesture said a lot more about Tony’s trust in him than anything else had.

It wasn't until Peter suddenly and abruptly embraced Tony that he forgot about Pepper entirely. Shocked, he almost stumbled backwards and fell but he managed to catch himself at the last moment. His arms awkwardly outstretched, he did not embrace him back. The rush of omega scent filled his senses again, but this time, it was accompanied by a warm pressure, hard and soft at the same time, right against his chest. And groin. "Okay, alright," he patted him awkwardly on the back, his hands slowly moving to only hug him back loosely. "That's enough. Don't make me regret it, okay?"

Peter stepped back and smiled before he vanished to find a power cell to get his little robot up and running. It only took a moment, but when it popped in, there was an almost immediate result. Tony lifted his eyebrows and stepped back out of firing range as the arm of the bot whacked Peter on the chin as it tested its movements. Hardly deterred, Peter laughed and set the little robot down on the floor to watching it move about on its own, guided by the camera eye. "This is so cool," he muttered softly, resting his arms on his knees. He felt a surge of pride that he'd built the little thing in two days. Maybe this was how Tony felt all the time, but much more intensely. 

Tony watched him and thought back to the first time he built DUM-E, U and Butterfingers. He thought back to the first suit he ever made back in that crap hole desert. "Good job," he encouraged as he cleared his throat awkwardly. "Aunt May should be impressed. I guess you deserve to test run my spider suit again," he added with a shrug, laying emphasis on the my.

Peter stood and brushed his legs off. "I hope she'll be happy be to see it. I'll need to tinker some programming to make sure it doesn't start just doing random things…" He didn’t hesitate before he grabbed the emblem off the table where he left it the night before. It didn't take long after that for the suit to flow over him in that same kind of tingling feeling. He smiled and turned to face Tony, his hands settling on his hips "Well? Let's go!"

Tony called for his own suit, and soon, they were both glad in their “iron”. He opened the secret exit to his lab and shot out into the sky, secretly hoping that it was still an impressive sight to Peter even after seeing it so many times. "Meet you out here," he spoke to him through his suit, one built-in AI to another. 

Peter followed, though this time he had no intention of being lifted into the sky. As soon as he was at the top of the building, he looked around and lifted his arms until he felt the webbing snap into place. Not waiting for Tony, he launched himself off the edge after a swift running start. As expected, the wind caught under the gliders. He laughed at the feeling of drifting, a graceful sort of fall, and when he neared a flagpole, webbing shot out to grab it and he scaled up along it to reach the top. "I really do love this suit,” he muttered wistfully. He just wished it didn't come with such a price.

Tony was keeping too close of an eye on Peter to really do anything other than dart around in the sky and hover above him. "Don't get too cocky yet, there are a lot of bells and whistles you aren't aware of yet. Take it slow and listen to Karen," he instructed sternly. Part of the reason why Tony didn't want Peter to walk (or crawl) off with this suit was not because he was protective over his technology... but he was protective over Peter. It would take time before he had fully mastered his new skin and he would rather do it here in the safety of the Avenger’s mansion.

Peter looked up at him. "Karen, how high is he right now?" he asked casually, hands moving as he flicked through the various settings of his web shooter.

"The flagpole is fifty feet. Mr. Stark is currently hovering at seventy five," she chirped her answer and Peter smiled behind his mask. A little ball of compressed webbing formed in his hand and he suddenly launched it at Tony. The web grenade didn't do much, but as intended, it covered Tony's helmet and upper shoulders in a thin but strong layer of the sticky thread. Tony really should have seen it coming. He was momentarily blinded by the thick, adhesive webbing until he asked F.R.I.D.A.Y to activate a certain new feature he had installed about the same time he made Peter's new suit and melted it. It dissolved, but not easily.

"Oh, okay. I see how it is. You really wanna play, kid? Try to out run me," he threatened grumpily.

"Not fair if one of us can't fly," Peter protested before he switched his configuration again in order to shoot a string of webbing to wrap around one of his legs. He jumped from the flagpole, swinging from the line and hauled himself up towards Tony, who struggled with the extra weight to continue hovering. It was clear that Peter was in a rather playful mood, given his current attitude.

Tony raised one eyebrow under his mask. He wanted to know where he was going with this. "How are you so sure I'm not going to take you up and drop you again?" he threatened as Peter crawled up his leg. He gave his leg a good shake just to show him that he didn’t have to allow this. He also raised himself another twenty feet in the sky just for good measure. "And you'll need to know how to outrun someone who flies."

"The webbing is a lot stronger than-"

"You haven't reinstalled your parachute," Karen interrupted and Peter suddenly froze on the end of the line. He went stock still with the exception of his body swaying softly in the wind. He immediately began to struggle with the thought of falling again, but after a moment, and without overthinking it, he let go of the line willingly. The gliders snapped free and he headed down in a controlled descent, landing quite easily and gracefully in a stretch of tall grass.

"What- goddammit!" Tony exclaimed, rushing after Peter and landing so hard on the ground that he actually sunk himself into the earth. He slid his helmet off his face and stared at the boy anxiously, looking him over. "You good?" 

"Y-yeah, I'm fine." Peter hadn't disengaged the suit, which showed promise. The glide down to the ground actually felt sort of good. It wasn’t like falling at all. "I just... had to get back to the ground. I really need a reminder to reinstall that..." Without high buildings, he couldn't accurately deal with a flying opponent and Peter tapped his fingers on the ground for a moment. "Mr. Stark... can you make this suit capable of flight?"

Tony sat down, suit and all, next to Peter. The afternoon was upon them and he knew Peter would be leaving him soon. "Don't I spoil you enough already?" he scoffed. "Of course I can. I just don't think it's really all that necessary and you could get yourself killed. And besides, since when can spiders fly? I'm installing backup parachutes immediately."

"Actually, spiders can fly using threads," Peter replied after a moment. “They can travel miles on them and just the wind so... I mean… I could always learn how to fly, if I come back up here... I could make something else and you could... teach me how to do things," he rambled at the alpha with an awkward smile. "If you want to, I mean... I know it's not my suit so you don't really have to do anything."

Tony rolled his eyes. "Alright, smart ass," he sighed affectionately. "Maybe. I'll think about it. You'll fly if I want you to fly." He smirked and lay back on the tall grass to place his mechanical arms behind his head as a cushion to look up at the sky Peter was so envious of. "Hey, nice landing, by the way," he said as he nudged him.

"I tried to think about anything but falling... and I picked a spot and aimed for it." He moved a little closer to Tony, getting comfortable and looking up at the sky as well, seeing the clouds ghosting over them. He couldn’t really see them in the city, not like he could here. "I need to leave soon. School tomorrow," he mumbled. There was a note of sadness in his voice.

Tony wasn't an idiot. He saw Peter move closer and his heart skipped in his chest. In fact, the light on his suit actually flickered for a split second. But who was he kidding? He was like a father to Peter, as much as he had never wanted to be a father before. That was all Peter thought of him as. He had never had a dad and he latched onto him. To mess things up by encouraging those thoughts in his mind wouldn't be right at all. "Don't want to keep your Aunt May waiting," he said with a playfulness in his tone. He knew she already didn't like Tony and didn't like Peter hanging around him. 

They were unusually silent after that. Tony could have stayed out there in the grass for hours. With every gentle breeze he caught the scent of excited but exhausted omega and he breathed it in deeply. When Peter dozed off, he turned his head to gaze at him unfiltered. It would be so easy. It would be so easy to slide out of his suit and on top of him. To bury his face in his neck and inhale. To spread his legs and lay between them. Luckily, he wasn't drooling by the time Peter did shoot awake like an electric current shot through him. 

"I need to go," the omega announced and brushed himself off. 

The walk back was quiet and Peter reluctantly removed the suit, placing it back into the display and watching as it formed over the mannequin. For a moment he just stared and tried hard to not think about the fact that it didn't have to be him inside that suit... anyone could wear it.

He grabbed his bag from his room, pausing only to strip the bed and shove the sheets into the laundry chute, his cheeks heating as he made sure that the sheets marked with his come and his scent would be washed and any trace of him removed.  
Then came meeting the driver and this time it wasn't even Happy, so Peter was quiet as his bag was taken and loaded into the back. Turning around he looked at Tony and smiled awkwardly, not really knowing what to say. “So uh... I'll text to let you know I got home okay."

I planted a tracker on you, Tony wanted to say, but didn't. He just nodded as if he didn’t really care either way. "Yup," he said, standing awkwardly with his hands in his pockets and staring at pretty much anything but Peter. Was he going to try to hug him? For an omega, he was a touchy guy. Tony wasn't used to it, even with the omegas of his past. "Although after all that falling I bet you can survive a car ride." 

Peter wanted to hug him, but given the way that Tony had reacted earlier, he refrained. It felt like trying to rein something desperate in with a thread when he needed a chain. He rubbed the back of his neck and waved. "Alright... bye, Mr. Stark," he muttered just as he slid into the car when he felt the awkwardness building to an unbearable level.

The car felt impersonal now. He pulled his hood up when it pulled away, his headphones in place. It was mostly to help cancel noise rather than to grant it. The long drive back was uneventful and he was glad to finally be home. May wasn't up when he slipped into his bedroom and shut the door quietly. I'm home. The text to Tony was simple and Peter wanted to follow up with more texts, but something told him not to.

Good. 

Tony had to stop himself from texting back immediately. That wouldn't look good. It's not like he was lying in bed, naked down to his waist, waiting and waiting for a text from an omega that he couldn't, shouldn't and will never have. He stared down at his phone for a solid two minutes before sending that reply which was followed by You know where to find me. 

The phone buzzed on the nightstand, but Peter was fast asleep in the top bunk bed, blankets nested around him as he slept through the night.

***

Weeks passed and Peter wasn't able to get back upstate or really talk to Tony as much as he may have wanted to. School had picked up. Crime rates seemed to follow, meaning Peter and Spider-man were both completely swamped with work. His heat was predicted to be the week after, so he felt like he had nothing to worry about when he slipped on his mask.

This particular night ended up being boring and uneventful. Peter swung from building to building in search of something to take up his time and eventually settled onto a rooftop, rubbing his stomach when it began to bother him. "Karen, is there anything on the police scanners?" he asked as he tried to locate a cooling option within his suit. Tony had given him a heater, so surely he'd give him something like air conditioning, right? Apparently not. 

"There's nothing tonight," she answered. Peter groaned and rubbed at his mask. "Your temperature is elevated, Peter, is everything alright?"

"Huh? Oh yeah, it's fine..." He paused when a sudden cramp rippled through him and he nearly doubled over. He gasped for air when another wave of pain hit him and he grabbed at the building to keep from falling. He knew then what this was. "Nononono.... no it's... not supposed to be happening…" The heat was hitting him hard and fast, the cramping only getting more intense as heat bloomed under his skin, making him itchy and even more uncomfortable.

The next few hours passed in a hazy blur. 

All Peter knew was that he managed to get himself to the spire of a sky scraper and Karen was attempting to call Tony again. He didn't know how many times she came back to tell him that Tony couldn't be reached. His heart dropped every time but still he kept trying.

Tony finally heard his phone buzzing over the sound of loud music blasting in his lab. He liked it so loud sometimes that it drowned out everything else. It drowned out all the things in his life he couldn't control. He paused in his work to look down at the screen and his heart sped up noticeably when he saw who was calling him. 

He looked at the time. It was already pretty late. He hadn't heard from him in weeks, far too long, and the only thing that made him feel okay about it was the tracker. He at least always knew where he was. "What's up?" he asked casually when he finally picked up.

"T-Tony" Peter's voice was broken and breathless and he sounded half close to sobbing just from that one word. "Tony I need help." The heat cramps nearly made him vomit and he was glad that he hadn't eaten anything before going out. "My he... my heat...." He could barely form words now, his brain turning foggy. All he could think about was finding an alpha, any alpha, to take away the pain.

Tony sat up so quickly he actually fell off his chair and landed hard. He dropped his phone for a moment only to scramble to pick it up, all while already beginning to suit up. He only had one question.

"Where are you, kid?" he demanded. In his mind, he was imagining Peter trapped high above the ground and unable to get down. He needed to be rescued and put somewhere safe so he could go through his heat... alone. 

Peter was too zoned out to answer. "Peter is currently stuck on top of the OsCorp building, Mr. Stark. He is not able to move at this time. He cannot currently navigate his way down." She was as calm as ever, even in the current situation. "He has made a request for me to ask you to come and get him as soon as you can".  
Tony was leaving his lab before the AI could even finish speaking. "Karen, make sure whatever happens that he does. Not. Move," he demanded. "Do you copy?" 

"Of course, Mr. Stark. Taking control of suit motions temporarily."

He was already in the air, flying urgently towards the location where his suit pinpointed the young omega.


	4. Chapter 4

Peter had webbed himself to the side of the spire on the OsCorp building with a sort of safety strap to keep him from tumbling to his death below. By the time Tony arrived, the teen was leaning listlessly against the metal behind him. His body was slack and unresponsive to Tony's approach.

Peter hadn’t known what else to do. His body was at war with itself, everything either aching or itching. He was so hard he was sure that a whisper would make him come and he was fairly certain he could feel the slick soaking through the layers of the suit. He felt disgusting.

"Karen, I need you to remove the webbing so I can carry him somewhere flat," he heard the alpha breathlessly ordered the AI, and just like that, the webbing retracted and Peter slipped down the sharp edge of the building. He didn't get far. He fell half a foot before Tony caught him, taking him into his arms and flying him onto the nearest flat roof building. No one would see them here. And it wasn't a fucking skyscraper. Tony placed Peter on his feet and immediately stepped five feet away from him before sliding his helmet off of his head. Removing his helmet was risky business, as it allowed him access to more of the omega's overpowering scent, but he wanted Peter to see how mad he was. "What the fuck were you thinking!?" He did hesitate before shouting. He usually made a point to never curse in front of the kid, what with being a role model and all, but all of that just went right out the window. "I turn my back for a few weeks and you end up doing the exact thing I warned you never to do?!"

It took Peter what felt like ages to slough through the heat fog in his mind, and when he finally did, he realized that it was Tony who had him. Things would be okay. Mr. Stark would help him. When he was set down on his feet, he was proud of himself for actually managing to stay upright... before a cramp hit him and his knees buckled under him. Sinking down into a crouch, he wrapped his arms around his middle as he tried his best to breathe through the wave of discomfort. "It shouldn't be happening, Mr. Stark…" His voice was tight and it sounded like he was struggling not to cry. "I took my medication... it's not supposed to be here... I'm supposed to be okay."

Tony wanted to yell again. He wanted to tell Peter how much he fucked up and how angry he was that he put himself in this position. But when he saw how broken Peter was, how scared and how miserable he looked, he took a deep breath and calmed himself. The kid was really, really out of it. This was only his second heat. Tony knew that they did nothing to prepare young omegas for this unavoidable event in school. They didn't educate them properly and just thought it better to drug them up instead so their heats were more manageable. But this heat... wasn't manageable. Peter had clearly either taken a wrong dose of suppressants or skipped one. And it wasn't his fault.

"Okay, okay, kid. I'm sorry for yelling. Listen, you can't be out here, you need to be somewhere safe for the next few days. I'm guessing that safe place isn't with your Aunt May? You... you did good by calling me," he tried a different approach, though the anger was still there hiding in his tone. 

Peter’s mind was spinning. Even if he did agree to go home to Aunt May and promise not to leave his bedroom until it was over, he doubted that Tony would let him. He needed to be where he could know for sure he was safe. He needed... him and only him. 

The alpha took a step closer to Peter and wished he hadn't. He was struck by the sudden very, very strong scent of omega in heat. Tony could scent his slick from between his legs, wetting his suit. He could smell the blood centered at his groin. He could smell the sweat, the fever, raging inside of him. He could smell the pain. Suddenly, he stepped back and almost fell over in his suit. He felt his own body temperature rising and sweat breaking out on his forehead. Peter was indescribable when wrecked with heat. "I... I can't be around you right now, Peter. Do you understand me? Are you listening?" he hurried to say. 

Peter watched Tony's lips move but it was like trying to hear across a great distance. The scent of the alpha had called his raging hormones. Something within him shifted. Suddenly, he was hyper focused. "I need help..." he whimpered, trying to keep a grip on his mind for a few more moments. "It hurts." There was an alpha here. The alpha could help him. He could mount him and knot him and make the pain go away. He keened softly, hands pressing to the concrete as he tried to crawl over to Tony. Getting up to his knees and finally on his feet to stand, he saw double and his steps staggered as he tried to correct himself. The next noise he made was that same desperate keen right before Peter toppled to the rooftop as his legs gave out. The last thing he saw was Tony staring down at him before he blacked out. 

Tony panicked and grabbed him before he could hit his head on the unforgiving concrete below him. In his unconscious state, Peter’s body couldn't put out as much scent, and for a few moments, everything seemed to dial back to normal. It did an omega little good to be unconscious for mating, after all. "Hey, I got you," Tony soothed softly to the sleeping omega, knowing he wouldn't hear him but hoping he would. Through his suit, he could feel Peter's heated body. His bare hand cupped his cheeks and forehead and felt the fever raging. He needed water and maybe a bit of food, if he could stomach it, and rest in a comfortable place. He looked over his exhausted expression, still wrecked with anguish even while resting, his lips swollen and red and his quick pulse echoing in his ears...

He needed to be turned around and spread open and fucked. 

God, he couldn't help it. With the boy unconscious, Tony leaned in and pressed his face against the soft, hot place where his neck met his shoulder and inhaled. He pulled back only to groan loudly, breathing hard and gritting his teeth so intensely that it hurt. The omega gland was swollen under Peter's skin, a small dark mark on the neck where teeth could bite to form a bond. "Alright, kid, I'm taking you somewhere where you will be safe. Especially from me," he stammered, and lifted the boy's lithe body in his arms. Peter made a soft noise when he was lifted and turned his face to rest against the cool metal of Tony's suit. Tony's helmet in place, he shot up into the sky and didn't stop until he landed in the tall grass outside of the Avengers mansion some time later.

By then, Tony was dizzy and disoriented and raging hard. Where could he put him where none of the others would notice him? His lab. It was the one place he knew he could secure entirely and not raise a ton of suspicion. Steve was an alpha, too. Would he smell him? The thought made him actually growl out loud. Peter uttered a soft whine when Tony laid him down on one of the couches inside his lab. Half waking to try and get comfortable, his scent began to build again. His eyes opened briefly and he reached for Tony.

The alpha was in the process of transforming another pull out couch into a bed when he felt him. He immediately stopped what he was doing and looked down at the boy. Peter’s hand touched his face and he swallowed hard. “Hey,” he said, in an altered state of his own. He knew he was radiating alpha hormones. He could smell them on himself as strongly as he could smell Peter. He nervously pushed Peter’s hair out of his eyes and was sure then that he would never be the same. God, he was beautiful. He blinked and felt his cock twitch painfully in his jeans. “You with me?” he asked, wondering if the omega was actually conscious. Would he remember any of this in a few days? “I need you to answer me.” 

Peter blinked against the harsh, bright light of the lab, and for a moment, he was confused. But there was that delicious smell again and he wanted so much more of it. His pupils were blown, his skin flushed and his lips a little red from how many times he'd bitten them. He touched Tony's face slowly, hesitantly, and smiled a bit when he heard the question. "M'here...." he mumbled, voice thick and slurred now. His fist tightened a grip on Tony's shirt in an attempt to tug him closer. He wanted to bury his face against his neck and just keep breathing in the scent until he felt better. He tried rolling his hips to get some friction on his aching cock. At this point, he didn't even care if he came in the suit. He just wanted to get off. "Alpha... please," his tone had turned breathy, needy, "I need you..."

“Hey, hey, hey,” Tony panicked, sliding his own hot, sweaty hands between them to press down on Peter’s hips to keep him from bucking again. “I need to leave you here by yourself. If I stay...” he was panting hard, half on top of Peter who had grabbed him. “If I stay then you will never forgive me. I’ll come check on you and give you food and water but I can’t... I can’t stay.” It pained him to think about leaving. But if he didn’t do it soon... he was afraid he never would. He was going to snap at any second. “You know what to do, right? You need to touch yourself...” he took Peter’s hand in his and pressed it against the solid heat of his groin. Tony couldn’t help letting a hard grunt escape him from the wet heat he felt there. “Baby, I need you to understand me.”

"Mr. Stark...?"

Peter's confusion was obvious in the way that his brows knitted together as he gazed up at the other man. His body knew what it wanted and he was more than willing to get on board with it. Why wasn't Tony? His wet, empty hole clenched as Peter rubbed his thighs together, trying desperately to grasp a reality where the alpha didn't want him, even in his heat. But before he could open his mouth to protest, Tony's hand was pressing his own to the rather obvious outline of his aching cock. A moan echoed around them as Peter rolled his hips up against his own palm in temporary distraction. 

It was enough so that Tony could make his escape. The alpha shot away from Peter and began to pace rapidly, raking his hands through his messy hair. “Fuck,” he breathed hard and turned to stumble for the door. He needed to get out right now. “It’s not... not because I don’t want to. Trust me. I want you. I’ve always wanted to.”

Peter sat up slowly, looking around for him. When he saw him by the door, he tried to stand up but his legs still felt so weak and he gave up to lay back on the makeshift bed helplessly. He watched in agony as the alpha pushed away from him with a brokenhearted gaze. And he realized then that what he was saying was true. He knew Tony wanted to mount him. He could smell it. He could practically taste the pheromones on his tongue. What he was saying was true... and yet he still walked away. Peter opened his mouth to speak, but nothing came out in time. Tony disappeared behind the large, heavy doors.

A few minutes alone and Peter had already gotten himself off, having pulled the suit off in frustration when he couldn’t get a good enough grip through the fabric. Coming once helped clear his head and he finally managed to stagger upright and find his way to the small shower at the back of the lab. Cranking the water on cool, he stepped in and let it hit his feverish, overheated skin. This little slice of clarity made him think about his actions and feel shame. Of course Tony didn’t want him. He was sixteen, going on seventeen. Inexperienced. He was just a starry-eyed fan who just happened to be lucky enough to have the mentor of his dreams. Hot tears ran down his cheeks as he rested his forehead against the shower wall and let the cool water beat down his back.

The heat didn't stay away long. Soon enough, he was stroking himself again, staying hidden in the shower as he pressed two fingers into his hole. Over and over again, Peter drove himself to orgasm. He could handle staying in here for the next few days, he thought to himself hopefully. He was sure that he could find something to fuck himself…

Tony had made his way to his rooms without anyone noticing. As soon as the door to his bedroom was closed, his hand slid down the front of his jeans to touch his cock. He didn’t think he had ever been this hard in his entire life. In fact, he was sure of it. And that was really saying a lot for Tony. He was sore when he touched himself, swollen and bigger than he could ever remember getting in the past. It didn’t take long. A few tugs were all he needed before he was staring down at his own come on the floor and his incredibly swollen knot gripped tightly in his hand. 

A brief moment of satisfaction later and his cock was twitching back to life. His heart sank. Nothing he could do would relieve him of this need, except for one thing. And that thing was so close to him, right in his own lab, and begging him for it. The only smart thing to do was to bring the boy water, get back out of there, and spend the next few days fervently jerking himself off in his locked bedroom. But who would make sure Peter was okay, who would feed him and keep him hydrated, who would cure him of his pain? The alpha cleaned himself up as best he could, grabbed a few bottles of water, and followed Peters scent back to his lab and let himself in. 

Even then, he knew he wasn’t coming back out. 

“FRIDAY make sure no one leaves this lab but me,” he ordered. 

"Understood, sir," the AI replied, and as soon as the door to the lab was open, it was evident that Peter's heat had come back with a vengeance. The teen was on his knees in the bathroom, one hand working his cock desperately while the other was between his legs with two slick-coated fingers buried inside himself. Soft moans managed to escape from around the hand towel he had between his teeth. Even while in heat, the omega was doing his best to stay quiet and hidden while he attempted to sate his body's ever growing desire. He barely noticed Tony, or anything for that matter, as he came yet again. His shoulders slumped for a moment with a blissed out expression of relief. There wasn't a care in sight as he took a moment to breathe through it, his hands dropping away even as slick dropped down his thighs from his puffy hole. 

Tony watched, hypnotized, and dropped the water bottles to the ground when they slipped through his fingers. The sight of him like this caused something in him to snap. The boy had always and will always be his. He swallowed hard and walked up to Peter presenting on the ground. “Get up,” he demanded in a tone he had never used before with him… or perhaps anyone. 

Instantly, Peter's glazed brown eyes seemed to focus up as he stood up on shaky legs. Already his cock was twitching back to life, and within moments, Peter was fully hard again. All he had to do was breathe around Tony and he was desperate. "Yes...?" The breathlessness was back and he seemed eager to listen to any order that the alpha was going to give him.

Tony drank him in slowly while the steam of the shower hissed around them. The boy had left it on. He turned the water off but didn’t stop staring. His eyes wandered down his chest to his hips and then to his cock and back up to his breathtakingly beautiful face. Almost aggressively, he grabbed Peter until he slammed him hard against the wall. He pressed his fully clothed body against his. The animal inside of him had taken over. “Is this what you want? You want an alpha to fuck you?” He challenged, his voice dark and deep. “You want me to fuck you?”

If Peter had been hard before, he was positively aching now. Even out of the suits, he had more than enough strength to overpower Tony and he knew it. That moment though, with the alpha's body covering his, he didn't even consider that he might be stronger. All he could think about was the fact that Tony was pressed against him and he could feel everything. A soft whimper escaped his lips and he ground himself against the wall. "Yes..." he whispered, all the brown of his eyes nearly swallowed by his pupils. "Yes, god, please Tony- alpha please…" he was beyond ready, beyond desperate and he wished he could turn around to present to him and show him just how badly he wanted him.

Tony clenched his jaw and slid his hand between them to grasp Peter’s cock. He was aware, even through his own heat-induced arousal, that it was the first time Peter had ever been touched by a hand that wasn’t his own. It sent an electric shiver through them both. “This is just for me. Do you understand?” He demanded, his eyes dark and cloudy. “Tell me.”

The grip was just tight enough to make Peter gasp and his cock to leak, the teen doing his best to keep his hips fairly steady. Something in him was telling him not to disobey under any circumstances. Tony had never talked to him like this before. "J-just for you" he whispered, staring up at Tony like he hung the moon. "This… means you're going to mount me, right?" His hand hesitatingly moved to cover Tony's just in case the answer was no.

“I’m going to take care of you,” Tony confirmed breathlessly, and tension flowed out of Peter at the words. At that moment, Tony couldn’t bring himself to care whether taking his virginity during only his second heat when he was not really able to know what he wanted deep down or what was best for him was the right thing to do. Because it wasn’t. All he knew was that he couldn’t turn back now, he had gone too far. His hand left Peter’s cock to sink between his slick covered thighs and between the soft curve of his ass and felt where he was drenched. Peter’s back arched beautifully in response with lean legs spread in order to stabilize himself. Tony ran his calloused finger over his hole and Peter mewled into the alpha’s shirt. He didn’t hesitate before sliding a finger deep inside of him and watching the omega's expression carefully. He was still pushing him hard against the wall with his own overheated, fully clothed body. The little bit of pressure was all Peter needed and Tony watched as he trembled and came again, his hips jerking with a pleased little keen puffing past his lips. It was so much better when Tony touched him…

Tony left his finger deep inside to press against his swollen prostate as the muscles fluttered and clenched around him. It was far from the knot he knew he needed, but it was a start. Peter continued to rock his hips to try and feel a little bit more, panting heavily. Tony stifled a pained moan of his own and grasped a fistful of Peter’s rump with his free hand. “Good boy,” he told him softly, no longer using that commanding tone, which caused Peter to melt. He pressed his clothed election hard against Peter's thigh and grunted. His clothes were now covered in Peter’s come and slick and he felt himself holding onto sanity by a thread. When Tony cupped his chin to raise Peter's gaze, the omega leaned into it happily with his watery eyes locking onto his and holding it. Tony kissed him, hard enough to push him back against the wall. The rough kiss wasn't expected, and Peter made a soft pained noise when his shoulders and back of his head knocked back. Still, he was Spider-man, and he tried to kiss back, wanting to prove that he could be the good boy Tony needed him to be.

Tony broke the kiss once he desperately needed air, leaving Peter just as dazed and light headed. He stared at his perfect, red swollen lips and his cock twitched at the thought of what they would feel like wrapped around him. He knew that by the end of Peter's heat, he would know. But right now, he needed to mount him. If he held himself back any longer he would go into rut... and then he wouldn't be able to stop himself from hurting him. "I need to move you to the bed." He surprised himself to learn that he could even still speak. When the omega tried to lean up for another kiss instead, Tony crooked his finger against his prostate and Peter saw stars for a moment before the digit was gone, leaving him painfully empty. He squirmed, rubbing up against Tony in response. "You still with me, baby?" he heard the alpha ask, but Tony didn't wait for a response before lifting him effortlessly into his arms and walking him over to the pull out couch bed. A thought entered Peter’s mind after hearing him call him baby, remembering it wasn't the first time it happened.

Peter wrapped his arms around Tony's neck to draw him down onto the bed with him. If he had a filter between his mind and his brain, it was long gone, and his lips brushed over Tony's ear slowly. “You're going to mount me now... right, Daddy?"

Tony had to close his eyes and learn how to breathe all over again. God, the mouth on this kid. He wished he could answer in words, but words left him. He only nodded. He untangled himself from Peter to peel his soaked t-shirt off and throw it across the room. He rushed to clumsily take off his belt, unbutton and unzip his pants. He actually moaned with relief when his neglected cock sprung out of its confines. He paused for a moment, just reveling in the relief of being exposed, finally, before throwing off his pants to join his shirt on the floor. Peter watched him, settling into his heat quite well now that he wasn't fighting it. His body was less tense, more languid, and his gaze was not as desperate as it was focused. He knew now what he wanted and he knew he was going to get it. Yet his eyes widened at the sight of the alpha cock and for a moment he had to remind himself to swallow and not drool. Sure, he was a virgin, but that didn’t mean he hadn't snuck looks at alpha/omega porn from time to time. None of it came close to seeing Tony’s cock in person. The alpha didn't give Peter much time to admire his naked body before he raised his hand and let it smack hard against the side of Peter’s rump, shocking him out of his reverie. The alpha knew his ass would be red when presented to him. "Turn around," he ordered him, once again that tone returning. "Show me how good omegas present to their alpha."

The shock of the slap was quickly replaced with a hurry to obey. Drawing on his limited knowledge he did the best he could, rolling over to life his ass up, his knees spread apart and his slicked hole on display for Tony to do with as he pleased. "Is this okay...?"

Dazed, Tony looked down at him. Peter's hole was soaked and swollen, but still clearly virginal. The thought of taking him, claiming him for himself before anyone else even got the chance burned in his mind. "Yeah, that's good," he managed to say, reassuring him. He fought the urge to simply mount and plow into him. His cock was a lot larger than anything else Peter had ever had inside of him and he had to do this right... in a situation that was so wrong.

Peter felt a bit of pride, knowing that he had clearly done well. He stayed positioned as carefully as he could while Tony observed him but his hole clenched when he tried to look over his shoulder. He wanted more, but Tony wasn’t moving and it didn't seem like he was about to mount him. Peter’s confusion only lasted a moment before the alpha spread his cheeks, lowered his head, and ran his tongue over the most intimate part of him. 

The taste of omega against Tony’s tongue only drove him further into madness. A low keen erupted from Peter as the omega gripped the cushions tightly underneath him, his thighs already shaking. Tony, drunk off of the scent of him, worked him open with his tongue long enough to feel a gush of slick over his chin. He sat up on his knees, his gaze dark and dangerous as he shoved two fingers deep inside of Peter. They slid inside of his tightness easily. He was ready. 

Peter could barely breathe, barely think, and he was so close to coming again that he tried to push back and he bit down on the cushion to muffle his cry. "Good boy," Tony praised, his throat feeling raw. "God, you taste so good." Unable to wait any longer, Tony removed his fingers and mounted him. He pressed his sweating chest against his back, covering him and burying his nose and mouth against his swollen omega gland to inhale deeply. He braced one hand palm down on the bed beside him. He reached behind him with his other hand to position the hard, blunt end of his cock against his puckered entrance and pushed.

The next noise Peter made was a choked sound of shock. He hadn't expected it to be so big... it burned, even with the prep and slick making the going easier. Tony stopped when he was only a few inches inside of him when he felt the resistance. It took everything he had not to drive deep into him anyway. "It's okay, baby. You're doing good," he soothed in a heated whisper against the shell of his ear, trying to appear calm even when really he felt like he was on the edge of rut. He was heavy on top of Peter, even when he was trying not to be. Even when it was only the tip, Peter felt hot and tight and wet and perfect. He fought the urge to sink his teeth into his neck if only to relieve the tension he felt. "Come on, you can take it."

"T-too big..." Peter whimpered as he tried to adjust to being so full. As the seconds ticked by, he felt his body adjusting to it slowly and his fingers wrapped around Tony's wrist in an attempt to ground himself against the discomfort. But the heat was making it easier to handle and as more slick pooled, Tony's cock slid in a little further into him. The stretch drew another quiet noise and Peter closed his eyes. "D-daddy..." his voice was a breathy whine.

"You're doing really good, baby," Tony panted hard, intertwining his trembling fingers with Peter's. He didn't even know he was capable of this much self-restraint and patience. Especially when he kept calling him daddy. Not wanting to break him was the only thing keeping him from surging forward into that resisting tightness until he tore. "We can try another position if it hurts too much…" He applied just a bit more weight on top of Peter, remembering hearing something about it comforting omegas. "Just say the word, sweetheart."

Peter calmed as the warm weight settled on him and he started to relax more. "M'okay... just go slowly, please..." he breathed out, resting his forehead on the cushions below him.

Minutes passed and as more of Tony's cock pushed into him, the more Peter seemed to be able to handle it. By the time the alpha sank his cock balls deep inside of him, Peter was nothing but a puddle of mush and he was panting like he'd just run a mile. Tony let out a long exhale when his hips nestled against his ass and was fully surrounded by his twitching inner muscles. He knew the head of his cock was now nestled against that tight little bundle of nerves inside of him. It took everything he had not to come right then and there and knot him. Instead, he gently rocked his hips, opening him up as much as he could. "Good boy," he praised again in a harsh whisper right into his ear through his equally harsh, short rapid breathing. "It'll start feeling good soon," he promised. He experimentally pulled back only an inch or two just to slam back home into his tight slickness. He grunted hard, grabbing the mattress hard enough to tear it.

Peter was practically drooling, his cheek resting on the couch as he simply enjoyed the pleasure that came from the tip of Tony's cock against his prostate. A soft groan was pulled from him when Tony rubbed over those nerves again, his hips pressing back. When Tony's praise echoed in his ear, he let out a happy little noise and turned to press a kiss to his jaw, unable to get the right angle to give him a proper one. "You're cocky for a reason..." the omega managed to say with a small smile, earning a laugh from the alpha, but his expression shifted to one of pure bliss when Tony pulled back just to thrust into him again. Peter heard the mattress tear and it made him happy to know that he was pleasing his alpha so much that he was destroying something.

Tony leaned over Peter more, pulling out farther than he had and thrusting back into him until he couldn't possibly be deeper inside of him. This allowed the alpha to grab Peter's messy hair and move him so that he could deliver that deep, proper kiss they both wanted. He had to admit, it did to wonders for his ego to watch the omega in such bliss, knowing it was just from him. He broke the kiss when he needed to breathe. "Yeah? You like it?" he smirked arrogantly, only proving Peter's point. And then he decided that he had been patient enough. Tony braced himself on top of him, over him, and laid one hand on his hip in an iron grip which was hard enough to leave a bruise. Peter's eyes opened and he knew just from the change in posture what was going to happen. Tony pulled out of him almost all the way before thrusting back inside, hard, and taking his virginity. The alpha grunted loudly, gritting his teeth, and the hand on the mattress tore it further. He began to move his hips faster, rougher, and deeper until he was fucking Peter as hard as he could into the torn up, squeaking mattress.

The feeling of having the alpha draped over him and a cock stretching and filling him made Peter even more compliant, as most omegas became when they were in heat with their alphas to service them. The grip on his hair didn't bother him in the slightest, in fact, if anything, he tightened just from the way that Tony used the hold to guide him. The first rough thrusts drew a startled cry from his kiss-swollen lips, his arms moving to brace himself as Tony fucked him with everything he had. He'd lost count of how many times he'd come since his heat started, but when the constant assault on his prostate became too much, it was like he had never come before in his life before now. He climaxed hard on the wrecked mattress below them, a jumble of words falling from his lips as he was fucked through it.

Tony cried out when Peter's body clamped down on him, his inner muscles spasming around his swelling cock. God, he could feel the ripples of pleasure through him as he came. But he forced himself not to knot him yet. He wasn't sure what the boy would do when it happened. "Come on, baby. Give me another one, come for me again, come for daddy," he growled demandingly in his ear, only pausing for a moment before grabbing his hips with both of his hands and fucking the boy's overly sensitive body as hard as he could. The room was filled with the loud sound of their wet skin slapping together, Peter's slick pooling below them on the bare, torn up mattress. He wasn't going to knot him until Peter had come again. He wanted him to be pliant enough to take the knot without it causing him pain and shock. 

The scent of their coupling was intoxicating and Peter could barely form coherent thought as Tony pounded into him. He spread his knees a little wider, arching his back a little more in order to press his ass back into the thrusts. All it really took were those growled words and he was coming again weakly, his body shuddering as his hips bucked and rolled. His head dropped as his body fell completely lax. He couldn't move. He was too spent to do anything but let Tony hold him and fuck him relentlessly. "Daddy...please" he whimpered softly, knowing what was supposed to come next and wanting it desperately, "knot me..."

Tony could not have denied him anything in that moment. Convinced now that Peter could take it, he thrust once, twice, three times deep inside of him before he felt his cock swelling. "Fuck!" he cried out roughly as he spasmed inside of him, filling him with his come. His full, huge knot caught almost painfully. He collapsed his full weight on top of Peter, unable to control himself as his knot continued to pulse come inside of him. It was a few moments later that he smelled blood. His eyes fluttered open to see that he had bitten his own forearm. At least he had the sense to bite himself rather than to bite Peter... 

At first Peter thought that the little bit of swelling was it, but then there was more and more and he winced as the knot filled him, stretched him out fully. He had to bite down on his hand in order to keep from whimpering. It was huge and the heat of Tony's come filling him barely took away from the discomfort. Still, when Tony collapsed on top of him, he felt a little more calm and he sighed contentedly, ignoring the mess below them. He wad content and warm and exhausted. He could smell the blood and could smell that it belonged to the alpha. A soft noise came from him as he found the first piece of cloth he could find. His shirt. He placed it over the bite mark gently, patting at it sleepily. "M'hungry...." he mumbled, realizing now he hadn't eaten in a while. Omegas in heat required more calories due to the amount of energy they used, and with Peter's added issue of his powers, it meant he was going to need to eat a lot more to keep up his strength over the next few days.

Tony came out of his blissful trance at the sound of Peter's voice. "I'll get you food and water as soon as I can," he soothed the omega, running his hand up and down his side affectionately. He moved Peter's knees so he was still positioning his ass up to take his knot but would be more comfortable with his lower back less strained. Peter looked and sounded drugged, and Tony remembered hearing something about the act of knotting releasing calming hormones. During a heat, it may be the only thing that calms. "It might be a while before I can pull out," he admitted a little breathlessly. "Are you okay?" he added with concern. 

Peter let Tony position him how he pleased and closed his eyes again. He felt hazy and content all at the same time and his body seemed warm and heavy now, making for the perfect level of comfort for a nap. He barely heard it when Tony asked if he was okay and he managed to nod, making a soft little humming noise. "Yessir...." he muttered through a wide yawn. It wasn't much longer before his breathing evened out and he was fast asleep. Tony could feel the moment the omega drifted off and only then did he allow himself to close his own eyes. These little moments of clarity and satisfaction were important. Food was also important, as was sleep when they could get it. The alpha knew to take it when he could get it. After all...they had a few days of heat to get through.


End file.
